SBDG Disclosure Statement

DISCLAIMER: This document contains forward-looking statements that are subject to risks and uncertainties. Words such as “may,” “should,” “could,” “predict,” “potential,” “continue,” “expect,” “anticipate,” “future,” “intend,” “plan,” “believe,” “estimate” and similar expressions (or their negatives) identify forward-looking statements. Actual results may differ materially due to factors including, but not limited to: our ability to identify and acquire suitable businesses; our ability to raise necessary capital; general economic conditions; and other unknown risks. No assurance can be given that any forward-looking statement will be achieved. We undertake no obligation to update forward-looking statements except as required by law. This document is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy securities. Any offer will be made only pursuant to the Private Placement Memorandum (the “PPM”) and related subscription documents. In the event of any inconsistency between this document and the PPM, the PPM shall supersede and control. The securities have not been registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold absent registration or an applicable exemption. Investments involve significant risks, including the potential loss of principal. Prospective investors should review the PPM, including the Risk Factors section, and consult their own advisors. This document is confidential and may not be reproduced or distributed without prior written consent.